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Published on 11/17/2005 in the Prospect News Bank Loan Daily.

Atlas Air eases covenants in aircraft financing loans

New York, Nov. 17 - Atlas Air Worldwide Holdings, Inc. said it has amended its aircraft financing facilities to ease and remove restrictive covenants, giving the company more business flexibility.

The changes remove the debt incurrence, contingent obligation, lease incurrence and capital expenditure covenants; increase the allowed amount of investments and liens; ease restrictions on asset sales and mergers; expand the allowed lines of business and business mix to any aviation-related or any cargo-related businesses; and ease the restrictions on junior payments.

"We are very pleased by these amendments to our aircraft credit and AFL III [Atlas Freighter Leasing III, Inc.] credit facilities as we position AAWW [Atlas Air Worldwide] to take advantage of the favorable business conditions and opportunities that we believe lie ahead for us," said president and chief executive officer Jeffrey H. Erickson in a news release.

"The new terms that we have reached with our lenders will enable us to pursue a broader range of cargo-related business opportunities, as well to further explore potential new services in other aviation-related areas, such as passenger ACMI."

Deutsche Bank Trust Co. Americas is administrative agent for the lenders on the facilities.

Covered by the changes are Atlas' aircraft credit facility, a term loan with $37.8 million principal outstanding secured by three aircraft. The AFL III credit facility is a term loan with $131.4 million principal outstanding secured by 12 aircraft and two engine pools.

Leases relating to the aircraft and engine pools will also be amended.

Atlas Air is a Purchase, N.Y., provider of air cargo services.


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